Succession of Ronnie Mack Goodman

CourtLouisiana Court of Appeal
DecidedDecember 14, 2022
Docket54,828-CA
StatusPublished

This text of Succession of Ronnie Mack Goodman (Succession of Ronnie Mack Goodman) is published on Counsel Stack Legal Research, covering Louisiana Court of Appeal primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Succession of Ronnie Mack Goodman, (La. Ct. App. 2022).

Opinion

Judgment rendered December 14, 2022. Application for rehearing may be filed within the delay allowed by Art. 2166, La. C.C.P.

No. 54,828-CA

COURT OF APPEAL SECOND CIRCUIT STATE OF LOUISIANA

*****

SUCCESSION OF RONNIE MACK GOODMAN

***** Appealed from the First Judicial District Court for the Parish of Caddo, Louisiana Trial Court No. 612671

Honorable Michael A. Pitman, Judge

AYRES, SHELTON, WILLIAMS, Counsel for Appellant, BENSON & PAINE, LLC Cory Goodman in his By: Curtis R. Shelton Capacity as Independent Executor of the Succession of Ronnie Mack Goodman, and in His Individual Capacity as Legatee

WEEMS, SCHIMPF, HAINES, Counsel for Appellee, SHEMWELL & MOORE, APLC Wanda Goodman By: Kenneth P. Haines

LUNN, IRION LAW FIRM, LLC Counsel for Appellee, By: Alexander J. Mijalis AEON Process Equipment & Control Solutions, Inc.

Before MOORE, STEPHENS, and ROBINSON, JJ. STEPHENS, J.

The issue in this appeal, which came before the trial court as a request

for a declaratory judgment in the Succession of Ronnie Mack Goodman, is

the classification and ownership of 823 shares of stock in Aeon PEC, a

closely held corporation, issued in the name of Ronnie Mack Goodman. The

trial court made a threshold determination that all of the stock in Aeon PEC

held in Ronnie’s name was community property.1

Appellant, Cory Goodman, the executor of his father Ronnie’s

succession (hereinafter “Cory/Executor”), contends that the trial court erred

in finding that the evidence established that, prior to his death, the decedent,

Ronnie Mack Goodman (hereinafter “the decedent” or “Ronnie”), made a

valid donation of his community portion of 500 shares of Aeon PEC stock

(evidenced by Certificate No. 1025) to his wife, Wanda Goodman, which

transformed those shares into her separate property. Appellee, Wanda

Goodman (“Wanda”), argues that the trial court correctly found that the

decedent donated the stock to her separate estate by transferring them to her

name.

For the reasons set forth below, we reverse and render in part, amend

in part, and remand for further proceedings.

FACTS/PROCEDURAL BACKGROUND

Halgo, Incorporated (“Halgo Delaware”) was originally formed as a

Delaware corporation on May 5, 1975. It was owned by business partners

1 Neither party disputes this determination. Ronnie Goodman and George Guillot (“George”). Halgo Delaware became

a Texas corporation referred to as Halgo Texas on August 27, 2007.2

Ronnie and Wanda were married on September 5, 1998. They entered

into a prenuptial agreement on September 2, 1998, in which they maintained

some property as separate, and otherwise opted to subject themselves to

Louisiana’s community property regime. The marriage terminated upon

Ronnie’s death. Prior to his marriage to Wanda, Ronnie had been married to

Janice B. Goodman. On July 8, 1996, their community of acquets and gains

was partitioned. Pursuant to this partition, Ronnie retained separate

ownership of the 400 shares in Halgo Delaware.

Ronnie and George decided to break up different components of the

Halgo business into separate business entities, so they formed two new

companies in 2008—Halgo PEC, which would be controlled exclusively by

Ronnie, and Halgo Power, which would be controlled by George. This was

accomplished by a reverse merger in accordance with Texas law in August

2008.

George owned a larger percentage of Texas Halco, and the aspect of

the business that Halco PEC was to acquire—property and equipment

necessary to own and operate a fire steam generating equipment business—

was worth more than that of the business that Halgo Power was to acquire—

property and equipment necessary to own and operate an industrial

equipment and heat transfer business. Basically, Ronnie paid George $1.2

2 Ronnie acquired his stock in Halgo Delaware prior to his marriage to Wanda. The Halgo Delaware stock was traded for Halgo Texas stock in the merger accomplished in August 2007. Wanda has never disputed that Ronnie’s stock in Halgo Delaware and then Halgo Texas was his separate property. 2 million3 to acquire its book of business from Halgo Texas and equalize the

books between Halgo PEC and Halgo Power. Halgo Texas continued its

existence after this reverse merger. The result of these transactions was that,

as of August 25, 2008, Ronnie wholly owned Halgo PEC and kept 40 shares

in Halgo Texas,4 and George wholly owned Halgo Power and kept 60 shares

in Halgo Texas.

Halgo PEC changed its name to Aeon Process Equipment & Control

Solutions, Inc. (“Aeon PEC”) on August 12, 2010. The 100 shares in Aeon

PEC in Ronnie’s name were split into 1,000 shares of Aeon PEC issued in

his name on November 1, 2012. Over a period of time, Ronnie sold 177

shares in Aeon PEC to various Aeon PEC employees.

The record contains Aeon PEC Stock Certificate No. 1025 dated

January 10, 2016, which shows 500 shares in Wanda’s name, and Aeon

PEC Stock Certificate No. 1026 dated January10, 2016, which shows 323

shares in Ronnie’s name. These stock certificates were signed by Ronnie

as President and Wanda as Treasurer.5

3 The parties (Cory/Executor and Wanda) agree that the money used to buy out George was community property. 4 Wanda has not contested that Ronnie’s stock in Halgo Texas is his separate property. She points out that Ronnie’s estate has a claim to the 40 shares of Halgo Texas that belong to Ronnie. 5 Section 6.03 of Aeon PEC’s Bylaws provides:

Shares of stock shall be transferrable only on the share transfer records of the Corporation by the holder thereof in person, or by his duly authorized attorney. This is accomplished by surrender of the shares to the Corporation or the transfer agent of the Corporation duly endorsed. It is the duty of the Corporation or the transfer agent to issue a new certificate to the person entitled thereto, cancel the old certificate and record the transaction upon its books.

3 On March 31, 2016, Ronnie executed a last will and testament.

Ronnie died on October 29, 2018, and his will was probated on November

13, 2018. On June 20, 2019, Cory/Executor filed a petition for declaratory

judgment seeking that the court determine the number of shares of Aeon

PEC stock owned by Ronnie at his death. Cory’s primary argument was that

Ronnie acquired his Aeon PEC stock with separate property and that all but

20 shares of the stock belonged to Ronnie. Wanda filed an answer to the

petition on July 26, 2019.

Thereafter, Cory/Executor filed a petition for writs of quo warranto

and mandamus on February 4, 2021, naming Wanda and Aeon PEC as

defendants. Cory/Executor filed an amended and restated petition for

declaratory judgment the same day. Aeon PEC filed an answer to both

pleadings on February 26, 2021, indicating its awareness of the dispute

regarding ownership of the 823 shares of stock in the company and noting

that the company’s records show that 500 shares were issued in Wanda’s

name and 323 shares were issued in Ronnie’s name.

Wanda filed an answer to Cory/Executor’s later pleadings on March

15, 2021. In her answer, Wanda asserted that the 500 shares of Aeon PEC

stock issued in her name were her separate property. She further claimed

that the 323 shares issued in Ronnie’s name were community property, and

she owned one-half of them.

The matter was set for trial on August 10, 2021. However, at the

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